Wholesale & Private Label Terms and Conditions

1. Scope

These terms govern all wholesale, private-label, and brand-development orders placed with The Silk Chamber (operated by Axomi Handlooms Pvt Ltd, "we," "us," "our") by business buyers, boutiques, and brand partners ("Buyer," "you"). By placing an order under any of our wholesale tiers — Curated Select, Guided Development, or Full Brand Build — you agree to these terms.

2. Minimum Order Quantities (MOQ)

• Curated Select: minimum 25 pieces per order, selected from existing Silk Mark-certified collections.
• Guided Development: minimum 4 pieces per design, up to a maximum of 5 designs per order, with a total order minimum of 20 pieces, per season.
• Full Brand Build: minimum 30 pieces total per season, across up to 8 designs, plus a mandatory brand development fee covering design direction, weaver commissioning, and certification documentation. Final piece count, design fee, and delivery timeline are confirmed in a bespoke engagement agreement signed before production begins. Minimum 2-season commitment, given the depth of onboarding and relationship investment this tier requires.

Orders below stated MOQ may be accepted at our discretion and may carry a small-batch surcharge.

3. Order Process & Lead Times

• Orders begin with a completed brand/mood-board intake (colours, fabric, references, quantities, timeline).
• A written quote and estimated lead time will be issued before production begins.
• Lead times vary by tier: Curated Select ships fastest as it draws from available stock; Guided Development and Full Brand Build require weaving time and are quoted per order, typically [8–10 weeks].
• Delays caused by loom availability, seasonal weaving capacity, or force majeure events will be communicated as soon as known; they do not constitute breach of contract.

4. Samples

• A sample or swatch may be provided prior to full production for Guided Development and Full Brand Build orders, at a cost.
• Approval of the sample is required in writing before bulk production begins. Once approved, the sample sets the standard against which the bulk order is assessed — subsequent claims of variance from an unapproved reference will not be accepted.

5. Pricing & Payment

• Prices quoted are exclusive of applicable taxes, duties, and shipping unless stated otherwise.
• A non-refundable deposit of 50% is required to confirm production for Guided Development and Full Brand Build orders.
• Balance payment is due before dispatch.
• Prices for Full Brand Build engagements may include a separate design/consulting fee distinct from unit production cost, as set out in the individual project agreement.

6. Exclusivity

• Designs developed under Guided Development and Full Brand Build are exclusive to the commissioning Buyer for the season/period stated in the order confirmation. We will not replicate the same design for another buyer during that period.
• Exclusivity does not extend to the underlying fabric type, weave technique, or general design language — only to the specific developed design.
• Curated Select pieces are drawn from existing collections and are not guaranteed exclusive unless separately agreed.

7. Authentication & Certification

• Applicable Silk Mark tags and lab test documentation will be provided with each order where relevant to the product category.
• Buyer is responsible for using such documentation accurately in their own marketing and for not misrepresenting certification scope (e.g., claiming Silk Mark status for non-certified pieces within a mixed order).

8. Branding & Labelling

• Private-label tagging (Buyer's brand name/label in place of ours) is available on Guided Development and Full Brand Build orders and must be supplied by Buyer in production-ready format within agreed timelines, or handled by us at an additional cost.
• We reserve the right to retain a discreet internal manufacturer's mark for traceability purposes, separate from Buyer's visible branding, unless otherwise agreed.

9. Intellectual Property

• Designs developed specifically for a Buyer under Guided Development or Full Brand Build remain the intellectual property of Axomi Handlooms Pvt. Ltd unless a separate IP transfer or licensing agreement is signed.
• Buyer's exclusivity rights (Section 6) do not constitute ownership of the design, weave pattern, or production method.
• Buyer retains ownership of their own brand name, logo, and marketing materials supplied to us.

10. Quality, Defects & Returns

• Handloom products carry natural variation in weave, dye, and texture inherent to the medium; such variation is not considered a defect.
• Genuine manufacturing defects must be reported within 3 days of delivery with photographic evidence for review.
• Approved defective pieces will be repaired, replaced, or credited at our discretion; custom/private-label pieces are not eligible for return due to buyer's remorse or slow sell-through.

11. Cancellations

• Orders may be cancelled prior to production commencement with forfeiture of any deposit paid.
• Once weaving has commenced, orders under Guided Development and Full Brand Build cannot be cancelled, given the committed weaver time and materials.

12. Confidentiality

• Mood boards, references, and brand concepts shared by Buyer will be treated as confidential and used solely for fulfilling the Buyer's order, not shared with other clients.

13. Limitation of Liability

• Our liability under any order is limited to the value of that order. We are not liable for indirect or consequential losses, including lost sales or reputational impact arising from Buyer's own use of the products.

14. Governing Law & Disputes

• These terms are governed by the laws of India, and specifically subject to the jurisdiction of the courts of Assam. Any disputes arising out of or in connection with these terms shall be subject to the exclusive jurisdiction of the courts at Guwahati, Assam. Any dispute shall first be referred to arbitration under the Arbitration and Conciliation Act, 1996, with the seat of arbitration at Guwahati, Assam, before recourse to the courts.

15. Amendments

• We reserve the right to update these terms; the version in effect at the time of order confirmation applies to that order.

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